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CLIO Infotech Ltd Auditors Report.

To the Members of CLIO INFOTECH LIMITED

Report on the audit of standalone financial statements Opinion

We have audited the accompanying Standalone Financial Statements of Clio Infotech
Limited ("the Company") which comprises the Balance Sheet as at March 31,2019,
the Statement of profit and loss and Statement of cash flows for the year then ended, and
Notes to the standalone financial statements, including a summary of significant
accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid standalone financial statements give the information required
by the Companies Act, 2013 in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the state of
affairs of the Company as at March 31, 2019, and its loss and its cash flows for the year
ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified
under section 143(10) of the Companies Act, 2013. Our responsibilities under those
Standards are further described in the Auditors Responsibilities for the Audit of the
Standalone Financial Statements section of our report. We are independent of the Company
in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of
India together with the ethical requirements that are relevant to our audit of the
standalone financial statements under the provisions of the Companies Act, 2013 and the
rules thereunder, and we have fulfilled our other ethical responsibilities in accordance
with these requirements and the Code of Ethics.

We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion. Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the financial statements of the current period. These matters
were addressed in the context of our audit of the financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters. We
have determined the matters described below to be key audit matters to be communicated in
our report -

S.No.

Key Audit Matters

Procedure Performed / Auditors Response

1

Revenue Recognition

We have verified the process to identify he impact of the new revenue accounting
standard. After reviewing the same we inform that there is no material impact of new
revenue accounting standard and the Company can continue with its existing accounting
practice. Performed confirmation procedures & obtained the same.

Only Income earned by the company is Interest Income. Same is recognized on timely
basis & only upon there is nouncertainity as to its measurability or collectability.

2

Appropriateness of Current and Non-Current Classification

For the purpose of current & non-current classification the Company has considered
its normal operating cycle as 12 Months and the same is based on services provided,
acquisition of assets or inventory, their realization in cash and cash equivalents.

The classification is either done on basis of documentary evidence and if not then on
the basis of managements best estimate of period in which asset would be realized or
liability would be settled.

Information other than the standalone financial statements and Auditors report thereon
("Other Information")

The Companys management and Board of Directors are responsible for the other
information. The other information comprises the information included in the Companys
annual report, but does not include the standalone financial statements and our auditors
report thereon.

Our opinion on the standalone financial statements does not cover the other information
and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility
is to read the other information and, in doing so, consider whether the other information
is materially inconsistent with the standalone financial statements or our knowledge
obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.

Managements Responsibility for the Standalone Financial Statements

The Companys Board of Directors is responsible for the matters stated in section
134(5) of the Companies Act, 2013("the Act") with respect to the preparation of
these standalone financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the accounting Standards
specified under section 133 of the Act. This responsibility also includes maintenance of
adequate accounting records in accordance with the provisions of the Act for safeguarding
of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate implementation and maintenance of
accounting policies; making judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the standalone financial
statement that give a true and fair view and are free from material misstatement, whether
due to fraud or error.

In preparing the standalone financial statements, management is responsible for
assessing the Companys ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the companys financial
reporting process.

Auditors Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone
financial statements as a whole are free from material misstatement, whether due to fraud
or error, and to issue an auditors report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the standalone
financial statements, whether due to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.

 Obtain an understanding of internal control relevant to the audit in order to
design audit procedures that are appropriate in the circumstances. Under section 143(3)(i)
of the Companies Act, 2013, we are also responsible for expressing our opinion on whether
the company has adequate internal financial controls system in place and the operating
effectiveness of such controls.

 Evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures made by management.

 Conclude on the appropriateness of managements use of the going concern basis
of accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Companys
ability to continue as a going concern. If we conclude that a material uncertainty exists,
we are required to draw attention in our auditors report to the related disclosures in
the standalone financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditors report. However, future events or conditions may cause the Company to cease to
continue as a going concern.

 Evaluate the overall presentation, structure and content of the standalone
financial statements, including the disclosures, and whether the standalone financial
statements represent the underlying transactions and events in a manner that achieves fair
presentation.

Materiality is the magnitude of misstatements in the financial statements that,
individually or in aggregate, makes it probable that the economic decisions of a
reasonably knowledgeable user of the financial statements may be influenced. We consider
quantitative materiality and qualitative factors in (i) planning the scope of our audit
work and in evaluating the results of our work; and (ii) to evaluate the effect of any
identified misstatements in the financial statements.

We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any
significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied
with relevant ethical requirements regarding independence, and to communicate with them
all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the financial statements of the
current period and are therefore the key audit matters. We describe these matters in our
auditors report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2016 (the Order) issued by
the Central Government in terms of Section 143(11) of the Companies Act, 2013 we give in
Annexure A a statement on the matters specified in paragraphs 3 and 4 of the Order, to
the extent applicable.

2. As required by Section 143(3) of the Act, based on our audit, we report that:

a) we have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary for the purposes of our audit.

b) in our opinion, proper books of account as required by law have been kept by the
Company so far as it appears from our examination of those books.

c) the Balance Sheet, the Statement of Profit and Loss including other comprehensive
income, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this
Report are in agreement with the books of account.

d) in our opinion, the aforesaid standalone financial statements comply with the Indian
Accounting Standards prescribed under Section 133 of the Act.

e) on the basis of the written representations received from the directors of the
Company as on March 31, 2019 taken on record by the Board of Directors, none of the
directors are disqualified as on March 31, 2019 from being appointed as a director in
terms of Section 164(2) of the Act.

f) with respect to the adequacy of the internal financial controls over financial
reporting of the Company and the operating effectiveness of such controls, refer to our
separate report in Annexure B.

g) with respect to the other matters to be included in the Auditors Report in
accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in
our opinion and to the best of our information and according to the explanations given to
us:

I. The Company has disclosed the impact of the pending litigations, if any on its
standalone financial position in the standalone financial statements- Please refer Note
20(11) to the Standalone Financial Statements.

II. The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses.

III. There were no amounts required to be transferred to the Investor Education and
Protection Fund by the Company.

IV. The reporting on disclosures relating to Specified Bank Notes is not applicable to
the Company for the year ended March 31, 2019.

3. With respect to the matter to be included in the Auditors Report under section
197(16) of the Act:

In our opinion and according to the information and explanations given to us, the
remuneration paid by the Company to its directors during the current year is in accordance
with the provisions of Section 197 of the Act. The remuneration paid to any director is
not in excess of the limit laid down under Section 197 of the Act. The Ministry of
Corporate Affairs has not prescribed other details under Section 197(16) of the Act which
are required to be commented upon by us.

FOR KRIPLANI MILANI & CO.

Chartered Accountants

FRN No. 130461W

Bharat R. Kriplani

Partner

Date : 30/05/2019

Place : Mumbai

Mem. No. 134969

ANNEXURE "A" TO THE INDEPENDENT AUDITORS REPORT

[Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements
in the Independent

Auditors Report of even date]

The Annexure referred to in our Independent Auditors Report to the members of the
Company on the standalone financial statements for the year ended 31 March 2019, we report
that:

(i) . In respect of its fixed assets:

a) The Company has maintained proper records showing full particulars including
quantitative details and situation of fixed assets.

b) As explained to us, all the fixed assets have been physically verified by the
management in a phased periodical manner, which in our opinion is reasonable, having
regard to the size of the Company and nature of its assets. According to the information
and explanation given to us, no material discrepancies were noticed on such physical
verification.

(ii) . In respect of its inventories:

The management has conducted physical verification of inventory at reasonable intervals
during the year and no material discrepancies were noticed on such physical verification.

(iii) . According to the information and explanations given to us, the Company has
granted Interest-Free loans, secured or unsecured, to one company, firms, or other parties
covered in the Register maintained under Section 189 of the Companies Act, 2013, in
respect of which:

(a) The terms of arrangements do not stipulate any repayment schedule and the loan is
Interest Free and is repayable on demand. Accordingly, paragraph 3(iii)(b) of the Order is
not applicable to the Company in respect of repayment of the principal amount.

(b) There is no amount overdue for more than 90 days at the balance sheet date.

(iv) . In our opinion and according to the information and explanations given to us,
the Company has almost complied with the provisions of Sections 185 and 186 of the
Companies Act, 2013 in respect of grant of loans, making investments and providing
guarantees and securities, as applicable except in granting of small temporary interest
free advance of Rs.1Lakh to Directors Firm.

(v) . According to the information and explanations given to us, the Company has not
accepted any deposit from the

public. Therefore, the provisions of Clause (v) of paragraph 3 of the CARO 2016 are not
applicable to the Company.

(vi) . As informed to us, the maintenance of Cost Records has not been specified by the
Central Government of India under subsection(1) of Section 148 of the Act, in respect of
the activities carried on by the company and accordingly paragraph 3 (vi) of the order is
not applicable.

(vii) . In respect of statutory dues:

a) According to the information and explanations given to us and on the basis of
records of the Company, undisputed statutory dues including Provident Fund, Employees
State Insurance, Income-Tax, Sales Tax, Service Tax, Goods and Service Tax, Customs Duty,
Excise Duty, Value Added Tax, Cess and other material statutory dues have been generally
regularly deposited with the appropriate authorities;

b) According to the information and explanations given to us, no undisputed amounts
payable in respect of the aforesaid dues were outstanding as at March 31, 2019 for a
period of more than six months from the date of becoming payable.

c) According to the information and explanation given to us, there are no dues of
income tax, sales tax, service tax, goods and service tax, duty of customs, duty of
excise, value added tax outstanding on account of any dispute

(viii) . According to the information and explanations given to us, the Company has not
taken loans or borrowings from a financial institution or bank or government or has any
dues to debenture holders. Accordingly, the provisions of clause 3 (viii) of the Order are
not applicable to the Company.

(ix) . According to the information and explanations given by the management, the
Company has not raised any money by way of initial public offer/further public offer/debt
instruments and term loans hence, reporting under clause 3 (ix) is not applicable to the
Company.

(x) . To the best of our knowledge and according to the information and explanations
given by the management, we report that no fraud by the Company or no material fraud on
the Company by the officers and employees of the Company has been noticed or reported
during the year.

(xi) . According to the information and explanations given by the management, the
managerial remuneration has been paid /provided in accordance with the requisite approvals
mandated by the provisions of Section 197, read with Schedule V to the Companies Act,
2013.

(xii) .In our opinion, the Company is not a nidhi company. Therefore, the provisions of
clause 3 of the order are not applicable to the Company.

(xiii) . According to the information and explanations given by the management,
transactions with the related parties are in compliance with Section 177 and 188 of
Companies Act, 2013 where applicable and the details have been disclosed in the notes to
the financial statements, as required by the applicable accounting standards.

(xiv) .During the year the Company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures and hence reporting under
clause (xiv) of the Order is not applicable to the Company.

(xv) . In our opinion and according to the information and explanations given to us,
during the year the Company has not entered into any non-cash transactions with its
directors or directors of its holding, subsidiary or associate company or persons
connected with them and hence provisions of Section 192 of the Companies Act, 2013 are not
applicable.

(xvi) . In our opinion, the company is not required to be registered under section 45
IA of the Reserve Bank of India Act, 1934 and accordingly, the provisions of clause 3
(xvi) of the Order are not applicable to the Company.

FOR KRIPLANI MILANI & CO.

Chartered Accountants

FRN No. 130461W

Bharat R. Kriplani

Partner

Date : 30/05/2019

Place : Mumbai

Mem. No. 134969

ANNEXURE "B" TO AUDITORS REPORT

[Referred to in Clause (f) in paragraph 2 under Report on Other Legal and Regulatory
Requirements in the Independent Auditors Report of even date]

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section
143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of CLIO
INFOTECH LIMITED ("the Company") as of March 31, 2019 in conjunction with
our audit of the Standalone financial statements of the Company for the year ended on that
date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internal
financial controls based on the internal control over financial reporting criteria
established by the Company considering the essential components of internal control stated
in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting
issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities
include the design, implementation and maintenance of adequate internal financial controls
that were operating effectively for ensuring the orderly and efficient conduct of its
business, including adherence to companys policies, the safeguarding of its assets, the
prevention and detection of frauds and errors, the accuracy and completeness of the
accounting records, and the timely preparation of reliable financial information, as
required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial
controls over financial reporting based on our audit. We conducted our audit in accordance
with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting
(the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed
to be prescribed under section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls, both applicable to an audit of
Internal Financial Controls and, both issued by the Institute of Chartered Accountants of
India. Those Standards and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and
maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of
the internal financial controls system over financial reporting and their operating
effectiveness.

Our audit of internal financial controls over financial reporting included obtaining an
understanding of internal financial controls over financial reporting, assessing the risk
that a material weakness exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk. The procedures selected
depend on the auditors judgment, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the Companys internal financial controls system
with reference to financial statements.

Meaning of Internal Financial Controls over Financial Reporting

A companys internal financial control over financial reporting is a process designed
to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A companys internal financial control over financial
reporting includes those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of
management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or disposition of the
companys assets that could have a material effect on the financial statements.

Because of the inherent limitations of internal financial controls over financial
reporting, including the possibility of collusion or improper management override of
controls, material misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial
reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal
financial controls system with reference to Standalone Financial Statements and such
internal financial controls with reference to Standalone Financial Statements were
operating effectively as at March 31, 2019, based on the internal control over financial
reporting criteria established by the Company considering the essential components of
internal control stated in the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants of India.

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